Corporate Governance for Public Company Directors
Editorial Reviews
Book Description
Corporate Governance for Public Company Directors takes you step-by-step through the new regulatory requirements that now shape the role of the corporate director. You'll find all of the information you need, including complete coverage of:
Sarbanes-Oxley Act
NYSE Rules
NASDAQ Rules
In this essential new work, the author:
+ explains the roles boards play in giving strategic direction to the company, in reviewing proposed acquisitions and declaring dividends, as well as the difficulties they face in change of control situations.
+guides directors in the practicalities of how to establish agendas and review minutes.
+provides tips on how to establish a productive and manageable flow of information.
+evaluates the use of independent legal counsel and other advisers, and investigations, as well as the roles directors should play in communications with shareowners and other constituencies through proxy statements, SEC filings and on-line conference calls.
+devotes several chapters to the more limited impact of the new rules on boards of mutual funds and non-U.S. issuers.#
Finally, and of great value, the author tells directors how to work together cohesively, what "red flags" to look for that signal trouble on the horizon and what factors to consider in deciding whether to accept a directorship ... or resign from one!|
Many of the book's best chapters are short and pithy. A few chapters, such as those on the specialized roles of the compensation and audit committees under the new standards, require (but reward) patience with the detail. These have become complex technical subjects that are almost meaningless without the details.|
The number of practical suggestions in this little book is amazing, and although not every corporate governance expert will agree with every suggestion, taken as a whole, the compendium is uniquely useful. Having himself been a senior corporate officer and director, and a partner in two national law firms, as well as independent counsel to mutual fund and other boards, the author knows, as much as anyone today, whereof he writes.|
Turn to Corporate Governance for Public Company Directors for quick, expert advice on what directors need to know about the new rules, and how to be a hero in today's corporate climate.
From the Publisher
Laws and regulations that have been enacted and numerous other laws and regulations currently being debated in the SEC, Congress, NYSE, NASDAQ and other agencies or exchanges mandate the most important changes in corporate governance issues of public companies in American history. The new regulations impose watchdog function on directors, but the job of the corporation is still to build a business and make profits. Directors have to exercise their fiduciary and watchdog functions in a manner that interferes as little as possible with the job that the company is in business to do.
Public company directors have many books and other learning tools available to them. The goal of this book is to offer an easy to read summary of the functions of directors in the context of the newly enacted laws and regulations. Along with a straightforward review of these new laws and regulations, the book offers numerous practical suggestions and tips from an expert who has sat on boards as well as represented board members.
This book covers the following topics, written in plain English, making it a quick and useful reference not only to the corporate secretary and corporate counsel, but especially to directors.
· Definition of Independence
· Meetings of Independent Directors
· Corporate Governance Committees
· Audit Committees
· Corporate Code of Ethics
· Indemnification and Insurance
· Meeting Minutes
· Investigations
· Board Advisors
· Balance Sheet and Corporate Commitments
· Cohesive Boards after Sarbanes-Oxley Act
Corporate Governance for Public Company Directors
Corporate Governance for Public Company Directors,Martin Lowy,Aspen Publishers,0735541035,Administrative Law & Regulatory Practice,Corporate,Finance,Law,Legal Profession,Legal Reference / Law Profession,Management - General
English Books:
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